COLLABORATION AND LICENSE AGREEMENT
THIS COLLABORATION AND LICENSE AGREEMENT (the "Agreement") is made as of June 29, 2001
(the "Effective Date") by and between AURORA BIOSCIENCES CORPORATION, a Delaware corporation
("Aurora"), and HYSEQ, INC., a Nevada corporation ("Hyseq").
WHEREAS, Aurora and Hyseq wish to enter into a collaboration to (i) screen proteins within Hyseq's [***]
protein [***] collection using Aurora's proprietary CellSensor(TM) panel (the "CellSensor Panel") to identify
OSPs of interest as potential therapeutics, (ii) generate information that enhances the utility of Hyseq's cDNA
collection and database, and (iii) develop assays for and screen, potentially novel drug targets selected from
Hyseq's cDNA collection with small molecule compounds of interest; and
WHEREAS, Aurora wishes to grant to Hyseq, and Hyseq wishes to obtain from Aurora, a non-exclusive license
under the Aurora Patents and Stanford Patents (both defined below) on the terms and subject to the conditions
set forth herein.
NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants and agreements
contained herein, the parties hereby agree as follows:
1.1 "ACTIVE CLONING POOL" means up to [***] cDNA sequences selected by
[***] from the Hyseq Gene Sequences which are being [***] at any given time under the Target Program.
1.2 "AFFILIATE" means an individual, trust, business trust, joint venture, partnership, corporation, association or
any other entity which owns, is owned by or is under common ownership with, a party. For the purposes of this
definition only, the term "owns" (including, with correlative meanings, the terms "owned by" and "under common
ownership with") as used with respect to any party, will mean the possession (directly or indirectly) of more than
50% of the outstanding voting securities of a corporation or comparable equity interest in any other type of entity.
1.3 "AURORA ASSAY" means any assay tha